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            T R O U B L E D   C O M P A N Y   R E P O R T E R

                             E U R O P E

                 Monday, June 9, 2003, Vol. 4, No. 111


                              Headlines

* B E L G I U M *

LERNOUT & HAUSPIE: Judge Confirms Committee's First Amended Plan
SN BRUSSELS: To Cut Cost to Return to Profitability This Year

* D E N M A R K *

NEG MICON: Warns of Increased Uncertainty Regarding Result

* F R A N C E *

ALSTOM: Employees Demonstrate Against Restructuring Program
ALSTOM: Employees Demonstrate Against Restructuring Program
SUEZ S.A.: Launches EUR 2.75 Billion Multi-Tranche Bond Issue
VIVENDI UNIVERSAL: Viacom Remains in the Sidelines of Auction
VIVENDI UNIVERSAL: Investigation Into Lagardere Deal Opened

* G E R M A N Y *

BERTELSMANN AG: Arnold Bahlmann to Leave Firm at End of June
MG TECHNOLOGIES: In Talks to Sell Two Steel Construction Units
MG TECHNOLOGIES: Fitch Says Break Up Unlikely Despite Shakeup
MUNICH RE: American Subsidiary Predicts US$550 Million Profit

* I R E L A N D *

BIOMEDICAL RESEARCH: Plans to Close Factory in Donegal Gaeltacht
SHORTS: Hastens Job Cuts After Failure to Secure Deal With Staff

* I T A L Y *

FIAT AUTO: New Alfa 156 and Alfa Sportwagon Models to Hit Road

* U N I T E D   K I N G D O M *

AES DRAX: Rivals Object Power Delivery Agreement With Grid
APPLIED OPTICAL: Issues Preliminary Results for Year Ended March
BOOTS PLC: Financial Results for 2003 Shows Decrease in Profits
CABLE & WIRELESS: Disposes Shares in PCCW Ltd. to Citigroup
CORDIANT COMMUNICATIONS: Bonuses "Unacceptable"-- Active Value
COSTAIN GROUP: Pension Liabilities Result in Negative Equity
EQUITABLE LIFE: Submission of Penrose Report Delayed Until Autumn
GLAXOSMITHKLINE PLC: Installs Three New Non-executive Directors
IZODIA PLC: Orb Hands 29.9% Stake in Izodia to Andy Ruhan
MEPC LTD.: Installs Richard Harrold in Chief Executive Position
MEPC LTD.: On Watch Neg Due to Financial, Management Concerns
MILLENNIUM PHARMACEUTICALS: To Shut Down Facility in England
MURRAY FINANCIAL: Three Executives to Leave Company This Month
MYTRAVEL GROUP: Issues Interim Results for 6 Months Ended March
SHORE CAPITAL: Plans to Reorganize Due to Difficult Trading


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B E L G I U M
=============


LERNOUT & HAUSPIE: Judge Confirms Committee's First Amended Plan
----------------------------------------------------------------
Various pending objections to the confirmation of the Creditors'
Committee's First Amended Plan have been resolved.

Accordingly, Judge Wizmur ruled from the bench at the conclusion
of the May 29, 2003 hearing in favor of confirmation of the
Creditors' Committee's Plan of Liquidation for Lernout & Hauspie
Speech Products, N.V.

All confirmation objections not already withdrawn, waived or
settled, are overruled.

The Committee stepped Judge Wizmur through the 13 statutory
requirements under Section 1129(a) of the Bankruptcy Code
necessary to confirm its First Amended Liquidation Plan:

A. Section 1129(a)(1) of the Bankruptcy Code provides that a
    plan of reorganization must comply with the applicable
    provisions of Chapter 11 of the Bankruptcy Code.  The
    legislative history of Section 1129(a)(1) of the Bankruptcy
    Code indicates that a principal objective of this provision
    is to assure compliance with the sections of the Bankruptcy
    Code governing classification of claims and interests and
    the contents of a plan of reorganization.  The Committee's
    Plan complies with all provisions of the Bankruptcy Code.

B. Section 1129(a)(2) of the Bankruptcy Code requires that the
    proponent of a plan of reorganization comply with the
    applicable provisions of the Bankruptcy Code.  The
    legislative history and cases discussing Section 1129(a)(2)
    of the Bankruptcy Code indicate that the purpose of the
    provision is to ensure that the plan proponent complies with
    the disclosure and solicitation requirements of Sections
    1125 and 1126 of the Bankruptcy Code.  The Committee has
    performed all of its obligations under the Bankruptcy Code.

C. The Plan has been "proposed in good faith and not by any
    means forbidden by law," as required by Section 1129(a)(3)
    of the Bankruptcy Code.

D. Section 1129(a)(4) of the Bankruptcy Code requires that
    payments made by the debtor on account of services or costs
    and expenses incurred in connection with the Plan or the
    Reorganization Cases either be approved or be subject to
    approval by the bankruptcy court as reasonable.  The
    Committee's Plan discloses all payments to be made and the
    Court has approved or will approve all plan-related
    expenses.

E. Section 1129(a)(5)(A)(i) of the Bankruptcy Code requires the
    proponent of a plan to disclose the identity of certain
    individuals who will hold positions with the debtor or its
    successor after confirmation of the plan.  Section
    1129(a)(5)(A)(ii) of the Bankruptcy Code requires that the
    service of these individuals be "consistent with the
    interests of creditors and equity security holders and with
    public policy."  The Committee complied with this
    requirement.

F. Section 1129(a)(6) of the Bankruptcy Code permits
    confirmation only if any regulatory commission that will
    have jurisdiction over the debtor after confirmation has
    approved any rate change provided for in the plan.  This
    requirement is inapplicable in L&H NV's Chapter 11 cases.

G. Section 1129(a)(7) of the Bankruptcy Code, the "best
    interests of creditors test," requires that, with respect to
    each impaired class of claims or interests, each holder of a
    claim or interests of the class under the Plan on account of
    the claim or interests (a) has accepted the plan; or (b)
    will receive or retain under the plan on account of the
    claim or interests property of a value, as of the effective
    date of the plan, that is not less than the amount that the
    holder would so receive or retain if the debtor were
    liquidated under Chapter 7.  The Committee has shown that
    creditors recover less in a chapter 7 liquidation scenario
    than they receive under the Plan.  Accordingly, the Plan
    complies with the "best interests of creditors test."

H. Section 1129(a)(8) of the Bankruptcy Code requires that
    each class of claims or interests must either accept a plan
    or be unimpaired under a plan.  Pursuant to Section 1126(c)
    of the Bankruptcy Code, a class of impaired claims accepts a
    plan if holders of at least two-thirds in dollar amount and
    more than one-half in number of the claims in that class
    actually vote to accept the plan.  Pursuant to Section
    1126(d) of the Bankruptcy Code, a class of interests accepts
    a plan if holders of at least two-thirds in amount of the
    allowed interests in that class that actually vote to accept
    the plan.  A class that is not impaired under a plan, and
    each holder of a claim or interests of the class, is
    conclusively presumed to have accepted the plan.  The
    Committee showed Judge Wizmur that it obtained the requisite
    majorities.

I. The treatment of Administrative Expense Claims pursuant to
    the Plan satisfies the requirements of Sections
    1129(a)(9)(A) of the Bankruptcy Code, and the treatment of
    Priority Tax Claims pursuant to the Plan satisfies the
    requirements of Section 1129(a)(9)(C) of the Bankruptcy
    Code.

J. Section 1129(a)(10) of the Bankruptcy Code provides that at
    least one impaired class of claims or interests must accept
    the Plan, without including the acceptance of the Plan by
    any insider.  At least one impaired class of creditors has
    accepted the Committee's Plan.

K. Section 1129(a)(11) of the Bankruptcy Code requires the
    Bankruptcy Court to find that the plan is feasible as a
    condition precedent to confirmation.  The Committee has
    provided detailed financial data to creditors in their
    Disclosure Statement and their assumptions about recoveries
    and payouts.

L. All fees payable under Section 1930 of the Judiciary
    Procedures Code, as determined by the Bankruptcy Court on
    the Confirmation Date, have been paid or will be paid
    pursuant to the Plan on the Effective Date, thus satisfying
    the requirements of Section 1129(a)(12) of the Bankruptcy
    Code.

M. Section 1129(a)(13) of the Bankruptcy Code sets forth
    certain provisions for continuation of the payment of
    health, welfare and retiree benefits post-confirmation.  The
    Committee's Plan doesn't alter any retirement plan.
    (L&H/Dictaphone Bankruptcy News, Issue No. 43; Bankruptcy
    Creditors' Service, Inc., 609/392-0900)


SN BRUSSELS: To Cut Cost to Return to Profitability This Year
-------------------------------------------------------------
Belgian business airlines SN Brussels plans to offer its aircraft
for lease to other carriers and cancel route to save EUR20
million over the coming months.

The plan, which is ultimately aimed at returning the airline to
profit in the end of the year, involves putting for lease two
SNBA aircraft, canceling the airline's Milan Linate route, and
scaling down weekend flight to all destinations.  SN Brussels
Airlines' modern fleet consists of 35 aircraft.

According to Expatica.com, the airline wants to pool its
activities with other carriers.

These will all be done without the loss of jobs from its 1,800
employees worldwide.

The Belgian full-service airline based in Brussels sprang from
the remnants of bankrupt national airline Sabena.  It has been
negatively affected by the war in Iraq and the outbreak of SARS,
but was still able to able to grad 52% of the market share, ahead
of Virgin Express at Zaventem airport.

CONTACT:  SN BRUSSELS AIRLINE
          Geert Sciot, Vice-President Communication
          Email: gsciot@brusselsairlines.com
          Cedric Leurquin, Manager External Communication
          E-mail: cleurquin@brusselsairlines.com
          Phone: +32 (0)2 723 84 00
          Fax: +32 (0)2 723 84 09
          GSM: +32 477 77 49 11  +32 475 42 55 07


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D E N M A R K
=============


NEG MICON: Warns of Increased Uncertainty Regarding Result
----------------------------------------------------------
Summary

Increased uncertainty as regards NEG Micon's result for 2003.
Delayed order intake increases the loss for 1 half year. The goal
of a positive cash flow from operations of DKK 500-750m is
expected to be achieved.

Increased uncertainty regarding the 2003 result

At today's board meeting the Board of Directors of NEG Micon
ascertained that the inflow of firm and unconditional orders in
the period of March, April and May has been below the expected
level.

A number of the expected orders have not yet fallen definitively
into place, and there is a risk that some of the expected
projects will not be realised. However, NEG Micon has not lost
any material orders during the period, and the volume of firm and
unconditional orders is on level with the volume at the same time
last year, whereas the volume of conditional orders and framework
agreements is considerably larger.

The reasons for the increased uncertainty are different and often
specific for the individual projects. However, in general it has
become an even larger task to make the financing fall into place,
just as the declining rate of the US dollar and a few other
currencies is putting the economy of the projects under pressure.

For NEG Micon one of the most important goals for 2003 has been
to demonstrate an improvement of the working capital and to
generate a cash flow from operations of DKK 500-750m.

In a situation where the order intake is delayed the activity at
our own production facilities is reduced and this has a negative
effect on the turnover and also the profit of the Group. As a
consequence, the costs in the various units of the Group are
being continuously adjusted.

Considerable improvements have been obtained both at our own
factories and at important sub-suppliers as regards a reduction
of the lead time which means that it will be possible to react
relatively quickly when the orders fall definitively into place.

However, the delays will get a substantial negative effect on the
result for 1 half year. At the same time, part of the German
installations that were postponed in 2002 will unfortunately not
be installed until 2 half year 2003. This will have a negative
effect on the result as well as the working capital in 1 half
year.

Thus NEG Micon expects a loss before tax of around DKK 350m for 1
half year and a working capital as at 30 June a little above what
has previously been announced.

For 2003 it is still considered possible to achieve the target
result before tax of DKK 250m, but the uncertainty has increased
substantially. The inflow of firm and unconditional orders in the
coming three months will be decisive.

Summing up, it is estimated that NEG Micon will achieve a
positive result before tax of up to DKK 250m for the year, and
that the other primary target of a positive cash flow from
operations of DKK 500-750m and a substantial improvement of the
working capital is achieved.

In connection with the announcement of NEG Micon's interim
accounts on 20 August 2003 the expectations for the full-year
result will be made more precise.

NEG Micon will host a conference call today at 4.00 p.m. (CET).
The conference call will be held in English. Interested parties
from Denmark may call tel. +45 3271 4611, interested parties from
the rest of Europe may call tel. +44 20 7162 0186 and interested
parties from the U.S. may call tel. +1 334 420 4951.

Yours sincerely,
NEG Micon A/S


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F R A N C E
===========


ALSTOM: Employees Demonstrate Against Restructuring Program
-----------------------------------------------------------
Hundreds of angry Alstom employees on Thursday staged a riotous
demonstration to protest against the company's restructuring
plans that they fear could lead to the break-up of the firm.

The workers, numbering between 500 and 600 according to a union
organizer, gathered in front of the group's headquarters near the
Arc de Triomphe, and marched towards the French prime minister's
office in Matignon Place.

The strikers expressed their anger on the restructuring plan
announced in March by blowing whistles, banging metal drums,
throwing fireworks and pushing their way into the company's
building, according to Dow Jones.  Security guards had to use
tear gas to dismiss the crowd.  The commotion resulted to three
people needing to seek medical treatment in an ambulance.

The demonstration was launched a day before the scheduled meeting
of Alstom's French workers council on Friday.

The protesters moved to cancel the meeting by requesting an
investigation from a Paris court to find out whether Astom
management had failed to consult the group's European works
council before coming up with its decision, according to Francine
Blanche, a union organizer at Alstom.

The unions are expecting the company to announce job cuts on top
of the 3,000 slashes scheduled at its Power Turbo-Systems
division during the meeting.

Alstom's EUR600-million two-year restructuring program is
expected to eventually result to 10,000 jobs having to be cut to
bring down the number of workforce to 70,000 once the company
completes the sale of its power transmission and distribution
business.



SUEZ S.A.: Launches EUR 2.75 Billion Multi-Tranche Bond Issue
-------------------------------------------------------------
-- Long-term refinancing and extension of the average maturity of
the Group's debt

-- Significant investors' demand result in increase to EUR 2.75
billion

-- Execution of a 20-year tranche, first of its kind for a
European company

SUEZ confirms the launch of a bond issue totalling 2.75 billion
euros tranched as follows:

(i) a 7-year tranche amounting to 1.25 billion euros, at a 4.34%
rate

(ii) a 12-year tranche amounting to 500 million euros, at a 5.17%
rate

(iii) a 20-year tranche amounting to 1 billion euros, at a 5.80%
rate

This operation, executed at very favorable interest rates, is in
line with the Group's long-term refinancing policy. Importantly,
it extends the average maturity of the Group's debt and further
diversify its funding sources.

Because of the strong demand encountered, the transaction has
been increased from 1.50 billion to 2.75 billion euros. This
issue, and especially the success of the 20-year tranche,
demonstrates the confidence of investors in the Group and in the
implementation of the Group's action plan.

Credit Agricole Indosuez, HSBC, JP Morgan and Societe Generale
managed the issue.

SUEZ is rated A-, negative outlook, by standard & Poor's, and A2,
negative outlook, by Moody's.

SUEZ, a worldwide industrial and services Group, provides
innovative solutions in Energy - electricity and gas - and the
Environment - water and waste services.

It generated 2002 revenues of EUR 40.218 billion (excluding
energy trading). The Group is listed on the Euronext Paris,
Euronext Brussels, Luxemburg, Zurich and New York Stock
Exchanges.


VIVENDI UNIVERSAL: Viacom Remains in the Sidelines of Auction
-------------------------------------------------------------
Viacom maintained a low profile in the current drive to acquire
part or all of the U.S. entertainment asset of Fresh media
conglomerate Vivendi Universal.

Mel Karmazin, Viacom president and chief operating officer, said
the group is interested only in the cable TV networks operated by
Vivendi Universal Entertainment.  The business is being sold
together with Universal studios and theme parks under the
company's EUR19 billion (US$22.5 billion) asset disposal program.

Mr. Karmazin told the Financial Times the talks are preliminary
and informal.  He also said Viacom was not engaged in any current
talks.

The world's largest media group by capitalization was observed to
have remained at the sidelines amidst indications that the French
group is more inclined towards giving off the assets as a whole
to a single buyer.

Vivendi has invited indicative offers for Vivendi Universal
Entertainment, and is expected likely to receive this month
preliminary bids from two rival financial consortia, including
one led by Edgar Bronfman Jr., former Seagram chief executive and
a Vivendi board member.

Other groups such as Viacom, General Electric and MGM, the
studios business, have expressed interest in some of the
individual entertainment assets.

According to people close to the transaction, Vivendi tends to
prefer selling the assets in a single transaction in order to
minimize tax liabilities linked to the foundation of Vivendi
Universal Entertainment, the partnership formed after Vivendi
acquired USA Networks from Barry Diller for EUR12.4 billion last
year.

Mr. Karmazin said: "If the assets are being sold together we are
very much at the back of the line."

Vivendi plans to retain a minority stake in the entertainment
asset pending possible IPO, according to people close to the
matter.


VIVENDI UNIVERSAL: Investigation Into Lagardere Deal Opened
-----------------------------------------------------------
European regulators have opened an in-depth, four-month inquiry
into the EUR1.3 billion sale of Vivendi Universal's publishing
business to its French rival Lagardere.

The European union Commission said they had serious doubts about
the implications of the deal in several markets, the Financial
Times reported. These include "markets in publishing rights and
the distribution and sale of books," the regulators said.

Lagardere's Hachette Livre and Vivendi Universal Publishing are
the two largest publishers of French language books.  Joining the
two together would result in "a reduction of supply or an
increase in prices".

Vivendi and Lagardere are involved in a transaction that would
give the latter some 60% of the market for book distribution in
France for EUR1.3 billion

Independent French publishers and booksellers have argued that
the deal would provide Lagardere a leverage, creating a company
10 times the size of its nearest rival.

The probe will delay completion of the deal and could force the
companies to dispose of some of the businesses to allay the
Brussels authorities' concerns, FT said.  However, it will not
affect Vivendi's efforts to reduce its 18 billion debt as the
company has already received the payment for the sale.

Paris government previously requested that the culturally
sensitive deal be examined in France, arguing that the sale was
essentially a French affair and should be investigated by its own
competition experts.

A six-week inquiry, however, found that Vivendi's publishing
brands, which include Larousse, Bordas and Nathan, are read by
millions of French speakers in European countries such as Belgium
and Luxembourg, and should therefore be handled by a European-
wide body.


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G E R M A N Y
=============


BERTELSMANN AG: Arnold Bahlmann to Leave Firm at End of June
------------------------------------------------------------
Arnold Bahlmann will be resigning his seat on the Bertelsmann AG
Executive Board and leaving the company on June 30, 2003.

Bahlmann was appointed to the board in January 2001 as Head of
the Bertelsmann Capital division, which has since been dissolved.
In August 2002 he took over as President & CEO of the
BertelsmannSpringer professional information division, a position
he will also resign from on June 30. The other three members of
senior management - Rüdiger Gebauer, Dietrich Gotze, and Ulrich
Vest - will take over the interim management of
BertelsmannSpringer. Any other decisions concerning the company's
management will be made by its new owners at the appropriate
time.

Bahlmann has been with Bertelsmann since 1982, first in Strategic
Controlling and then as Head of Corporate Development for the
music division. In the latter capacity, he played a key role in
the 1984 joint venture between RCA and Ariola and in the
subsequent takeover of RCA/Ariola by Bertelsmann. In 1986, he was
appointed Senior Vice President Operations at BMG in New York and
was responsible among other things for integrating RCA and Ariola
and for reorganizing the music business in Italy and France. From
1987 on, he supervised BMG's European operations as Senior Vice
President Central Europe for ten years. In this capacity, he
lastingly strengthened BMG's international position, especially
by building artists such as Eros Ramazzotti, through acquisitions
such as that of Ricordi in Italy and through setting up new BMG
companies in over ten countries from Scandinavia to Eastern
Europe.

Starting November 1997, Bahlmann successfully shouldered
important strategic functions in the Bertelsmann group. First he
was assigned the management of the Bertelsmann/Kirch Group
digital TV venture. From October 1998, he was in charge of
Bertelsmann AG Corporate Development and Corporate Controlling
for two years. His area of responsibility included the sale of
AOL Europe and mediaWays. In 2001, he was put in charge of the
newly created Bertelsmann Capital division. In this capacity, he
was responsible for strategy, portfolio management and tapping
new fields of business, as well as for Bertelsmann's venture
capital activities.

When the Bertelsmann Capital division was dissolved as part of
Bertelsmann's reorganization in August 2002, Bahlmann took on the
management of BertelsmannSpringer and successfully guided the
company. In early May of this year, the corporate division was
sold to the private-equity firms Cinven and Candover, and is to
be merged with the Kluwer Academic Publishing (KAP) group, also
owned by Cinven and Candover.

Comments Bertelsmann Chairman & CEO Gunter Thielen: "For many
years, Arnold Bahlmann made a critical contribution to
Bertelsmann's economic and strategic development. For 15 years,
he majorly contributed to the evolution of BMG, and for more than
six years, he has influenced the group's alignment and played a
key role in Bertelsmann's internationalization. He was part of
landmark events such as our withdrawal from Pay TV, and managed
the sale of AOL Europe and mediaWays. Arnold Bahlmann has
rendered outstanding services to the company with his great
commitment. The Bertelsmann AG Executive Board thanks him for his
considerable achievements as an executive and as a colleague. We
wish him the best of success in his professional and personal
future."

                     *****

Bertelsmann had EUR399 million net loss mainly due to the EUR60
million cost of restructuring and integrating Zomba, the music
label it acquired last year for EUR2.7 billion.


MG TECHNOLOGIES: In Talks to Sell Two Steel Construction Units
--------------------------------------------------------------
The German chemicals and engineering company, which recently made
changes to its management board and shareholder structure, is
reportedly planning to give up its steel construction business to
speed up an overhaul of the firm aimed at reducing the number of
businesses and saving about EUR100 million ($117 million) a year.

Bloomberg said MG Technologies AG is in currently negotiating
with an unidentified Belgian investor who wants to acquire the
Stahlbau Plauen GmbH and Brueckenbau Plauen GmbH businesses.

Talks between the two companies are said to be "promising",
according to the report citing Chief Financial Officer Karlheinz
Hornung.

Mr. Hornung said in a speech distributed at the annual
shareholders meeting in Frankfurt: "We're pulling out of a
business that no longer belongs to our main activities and that
caused us much trouble in the past."

The two biggest units within the steel-construction division are
being divested after MG's steel construction unit, which employs
about 400 people, lost almost EUR15 million last year on revenue
of EUR98 million.

Full-year earnings declined for the first time in eight years
last year and the sale of the divisions will also "burden" full-
year earnings, Mr. Hornung said.

He declined to give a forecast for this year, although he said
that profitability will remain "stable" in 2003.


MG TECHNOLOGIES: Fitch Says Break Up Unlikely Despite Shakeup
-------------------------------------------------------------
Fitch Ratings, the international rating agency, believes that the
MG Technologies AG Group (MG) is unlikely to be broken up
following the appointment of a new CEO.

Fitch ratings for MG are 'BBB' (Senior Unsecured) and 'F-3'
(Short-term). The Outlook for both ratings is Negative.

MG announced on 4 June 2003 that the group's supervisory board
has appointed Udo Stark as new Chief Executive Officer. The
appointment occurred just days after his predecessor, Dr. Kajo
Neukirchen, left his role as Chairman of the executive board on
30 May 2003. At the same time the group announced that Dr. Rolf
Niemann, responsible for Human Resources and Legal Services, will
leave the company by 31 October 2003 at the latest. The new
management board of MG will consist of the following four
members: Udo Stark (CEO), Karlheinz Hornung (CFO), Fritz Lehnen
(Engineering) and Jurg Oleas (Chemicals).

Udo Stark, 55 years old, started his professional career with
Rochling in 1970. After completing an MBA-programme from Harvard
Business School in Boston, he joined the international chemical
company Akzo Nobel NV in 1973. There he held various management
functions and in 1989 he became chairman of the executive board
of Enka AG in Wuppertal and a member of the management committee
of Akzo with world-wide responsibilities. In 1991 Stark took over
as head of German industrial group AGIV in Frankfurt, which owned
a diverse portfolio of manufacturing companies in the engineering
and technology sector.

The recent announcements of changes to the management board were
accompanied by changes in MG's shareholder structure. Dr Otto
Happel, who previously held around 10% of the group's share
capital, raised his stake to just over 20% in early April 2003,
turning him into the largest individual shareholder of the group.
Over the past years Mr. Happel has been in opposition to the
strategy implemented by MG's executive board. At the end of May
2003, Deutsche Bank AG, which has kept a close contact with MG in
the past, announced that it reduced its 9.1% stake in MG to 4.89%
on 21st May 2003, and to zero on 29th May 2003.

Fitch expects new management to review the group's strategy and
structure until the end of the year, and to continue to
streamline the group's overall operations. The agency expects MG
to seek further opportunities to dispose of already defined non-
core operations, whilst it is of note that the economic climate,
which has made planned disposals difficult so far, has not
improved in recent months. Nevertheless MG has reported at the
recent annual general meeting that it is close to disposing of
Stahlbau Plauen GmbH. Fitch also remains of the opinion that the
current 'two-pillar' structure based on chemicals and engineering
provides a good diversification of the group operations' risk
profiles for senior unsecured creditors.

Fitch Ratings will monitor the situation very closely and will
meet with new management over the next couple of months and
discuss strategic issues going forward.

CONTACT:  FITCH RATINGS
          Wolfgang Wiehe, London
          Phone: +44 (0) 20 7417 4233


MUNICH RE: American Subsidiary Predicts US$550 Million Profit
-------------------------------------------------------------
A board member of Munich Re has predicted a full-year profit for
American Re, the problematic subsidiary that the group acquired
in 1996.

Board member John Phelan said in an interview with Financial
Times Deutschland that full-year surplus should be US$550
million, compared with a profit of US220 million for the first
quarter of the year.

The business has been unprofitable since 1998, when it reported a
US$226 million surplus.

Last year, it made a loss of US$1.14 billion, necessitating a
capital injection of more than US$3 billion from Munich.

Mr. Phelan recently said American Re had not been as hard hit by
equity write-downs and losses as its Munich parent.  This is
partly because its equity exposure never exceeded 8%, compared
with 30 per peak that Munich Re allocated to shares, no reduced
to just over 14%.

Munich Re, the world's largest re-insurer had its capital
position significantly eroded last year.  Fitch Ratings, the
international rating agency, recently said the re-insurer
remained on negative outlook following its announcement of a
EUR238-million loss for the first quarter of the year.


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I R E L A N D
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BIOMEDICAL RESEARCH: Plans to Close Factory in Donegal Gaeltacht
----------------------------------------------------------------
The Udaras na Gaeltachta industrial estate in Gweedore, west
Donegal will suffer another blow when Biomedical Research (BMR)
closes its factory in the Donegal Gaeltacht with the loss of 48
jobs.

The industrial estate in Gweedore has injured hundreds of job
losses in recent years.

BMR, which makes medical devices and the body-toning equipment
Flex and Slendertone, said it is involved in a significant
restructuring and refinancing program to ensure future
development in an extremely competitive market.

This involves a strategy of out-sourcing certain operations to
expert strategic partners, which necessitates the shut down of
the Donegal plant and the halving of the workforce at Biomedical
Research worldwide.  This will mean a drop in the number of
workers from 516 last year to 281 this year.

The company has made redundant 76 workers in Donegal and let go
another six at its facility in Galway last December.


SHORTS: Hastens Job Cuts After Failure to Secure Deal With Staff
----------------------------------------------------------------
Belfast aerospace firm Shorts announced plans to cut hundreds of
jobs following the decision of its employees to reject the
changes to pay and conditions proposed by trade unions and the
company.

The European division of Canadian industrial firm Bombardier
Aerospace informed its staff in a bulletin statement it is
accelerating its redundancy program after it received a contract
worth more than US$2.2 billion with U.S. Airways for a mixture of
its 50 and 75 seat regional jets.

The recent move contradicted expectations that the order would
secure the position of the rest of the Shorts workforce. More
than 3,000 are employed in the two aircraft.

Shorts blamed the recent ballot rejecting a negotiated contract
renewal proposal for the drastic move.  The bulletin statement
said the result of the ballot was "very disappointing and
prevented the company from improving its competitiveness in these
very difficult market conditions."

It also said the company warned employees of "consequences for
[our] business of not having an agreement in place."

Shorts said 1,050 jobs across the Belfast Bombardier sites would
be lost on top of the 580 already announced.

The cut backs is aimed at reducing costs and safeguarding the
remaining contracts and jobs in the longer term.

"This will necessitate a review of the entire redundancy process
including a revised selection process, according to the
statement."

East Belfast MP Peter Robinson said it looked "increasingly the
case that Bombardier may be willing to sacrifice jobs in Northern
Ireland to save its operations in Canada."

The Canadian parent cut nearly 2,000 employees to counter the
crisis faced by the industry since the September 11 terrorists
attacks in the U.S.


=========
I T A L Y
=========


FIAT AUTO: New Alfa 156 and Alfa Sportwagon Models to Hit Road
--------------------------------------------------------------
Five years of success and international acclaim

The New Alfa 156 and Sportwagon cars, due to go on sale from 21
June, will replace a model that has been reaping sales success
and prestigious awards for five years. Suffice it to say that
during this time the car has been the first choice of more than
540,000 customers throughout more than 80 countries. This makes
it the current widest selling Fiat Auto model in the world. The
car now occupies an enviable position in European segment D,
where it has easily tripled the Alfa Romeo share: from 0.7% in
1996 to 2.5% by the end of April 2003 with a peak of 3.6% in
2000. It also boosted overall brand sales, which rose - in Europe
- from 117,500 in 1996 (0.9%) to 202,100 in 2001 (1.4%). 2002
also closed with sales of 170,000 cars (1.2%).

It is also interesting to note the sales mix of engines and
specifications recorded during 2002. In Europe, for example, Alfa
156 and Sportwagon equipped with JTD engines accounted for 76% of
sales while sports versions (2.0 JTS manual and Selespeed
gearbox, 2.5 V6 and GTA) represent more than 11% of the total.
Customers were equally divided between those who chose the saloon
(51%) and those who prefer the Sportwagon version (49%). As far
as the sales mix per specification was concerned, 60% opted for
the Progression level and 40% the Distinctive.

All in all, the Alfa 156 has lived up to its promise and managed
to achieve major goals. The credit is definitely due to the
model's solid grounding: the best of Italian design combined with
state-of-the-art engineering and a wide range made up of a host
of versions with different power units and gearboxes. These have
been complemented by a steady flow of new features to keep the
public's attention.

Cast your mind back to 9 October 1997, the day on which the Alfa
156 was introduced to the international press in Lisbon. This was
the turning point of Alfa's sales fortunes and image. At that
moment, Alfa Romeo reclaimed its own long tradition and its
rightful place within the pantheon of prestige sports car
manufacturers.

We did not have to wait for long to see the results. The new car
won appreciation from the press, who voted it 'Car of the Year
1998' (this award was followed by 35 more accolades). The other
motor manufacturers also had to sit up and take notice. It did
not take them long to follow suite and extend their ranges to
include the Common Rail turbodiesel engines you first saw on the
Alfa saloon.

These results were already gratifying enough. But Alfa Romeo
continued to improve its model. This was borne out by the Alfa
Sportwagon in 2000, a car whose shape and content immediately
singled it out as much more than an ordinary station wagon
version of the Alfa 156. Then came the 156 Selespeed, equipped
with a 2.0 T.

Spark 16v and a robotised gearbox with steering wheel controls.
These were then joined by another Alfa 156 with 2.5 V6 24v engine
that offered customers Alfa Romeo's version of automatic
transmission, i.e. a device created to ensure maximum comfort
under all conditions but able to guarantee all the driving
satisfaction of a manual device when required.

In 2002, we welcomed the revised Alfa 156 and Sportwagon -
together with the Alfa 156 GTA - another stage of the progress
that saw an increase in the comfort and safety content, more
creature comforts and the introduction of a brand-new petrol
engine with direct injection (2.0 JTS). Not to mention the fact
that a few months later we saw the world debut of the brand new
103 kW (140 bhp) 1.9 JTD Multijet 16v, forerunner of the second
Common Rail turbodiesel generation.

Now it is the turn of the New Alfa 156 and Sportwagon to confirm
the model's vitality. These two cars, reinterpreted by the famous
designer Giorgetto Giugiaro, maintain the car's underlying
attribute of a vivacious personality coupled with outstanding
dynamism. This vitality is the secret that has turned positive,
immediate acclaim into lasting success.

                     *****

In March, Fiat said it is launching its rebound in the market
through the introduction of three new auto models, which it hoped
would make up 35% of its unit sales next year.

The new cars show we aren't dead. We're here and we're coming
back with fun and excitement,'' one of the company's top
executives told Reuters at that time.  Fiat SpA's auto unit lost
EUR1.3 billion at the operating level in 2002.

Cianni Coda, who is in charge of the Fiat and Lancia brands, said
that Fiat is looking forward to selling 400,000 of the new cars
in 2004, up from about 125,000 expected this year.

Low sales for last year made Fiat hit a record loss of EUR4.26
billion.  Unit sales of its Lancia, Alfa Romeo and Fiat marques
fell about 11%, pushing Fiat Auto's revenue 9.4% lower to
EUR22.15 billion.

Fiat is planning to launch 20 new models within three years, and
is investing EUR2.5 billion a year until 2005 to achieve the
goal.

Mr. Coda is expecting to sell 40,000 Ypsilons, and 70,000 Gingos,
once they're released, and 15,000 of Fiat Idea by 2003.  Fiat has
not yet priced the models.

Next year, Coda saw Idea sales rising to between 100,000 and
120,000 units, with Gingo sales of 180,000 to 200,000 cars and
80,000 to 100,000 Ypsilons.

Fiat Auto is aiming to grab 30% of its key Italian market this
year with a Western European market share forecast of between 8.2
and 8.8%, compared to 8.2 percent in 2002.


===========================
U N I T E D   K I N G D O M
===========================


AES DRAX: Rivals Object Power Delivery Agreement With Grid
----------------------------------------------------------
AES Drax's power delivery agreement with National Grid faces
objection from several larger power companies in the U.K., because
of its "secrecy," sources told Dow Jones Newswires.

AES in November made a GBP5.34 million deal with National Grid
for the delivery of power.  The price is about five times the
market price for power delivery over a five-day period, and
traders have complained they would have offered a lesser price
for the supply.

David Porter, chief executive officer of the U.K.'s Association
of Electricity Producers, said nobody would have known the deal
exists had not Dow Jones reported about it.

They were also wondering why regulator Ofgem and the grid would
not explain why there are no other companies allowed in the
bidding for the contract.

National Grid and Ofgem insisted the transaction was legal and
fair.  Ofgem also reportedly assured National Grid the cost of
the deal would not be included in National Grid's total costs for
the year.

National Grid wants the GBP5.34 million excluded, because the
company gets extra money if it manages the high-voltage grid for
under GBP460 million, the Ofgem consultation document said. Money
is deducted from its revenue if costs go over GBP550 million.

Other companies are reflecting the cost in their accounts because
distribution of grid-operating costs among the companies using
grid is part of the U.K.'s market rules.

Ofgem began consulting the public on this matter two weeks ago.

"Many, many of us (the major power companies) are going to oppose
the Drax deal because it was a secret," said an analyst with one
of Europe's larger energy companies.

The companies are planning to submit a letter to Ofgem stating
their opposition, the report said.  Company officials, however,
are lowering hopes their complaints would receive much attention.

Submissions to the consultation are due June 16, with the
decision to be published June 28, Ofgem said in a statement.
Companies may choose to have their submissions kept confidential.


APPLIED OPTICAL: Issues Preliminary Results for Year Ended March
----------------------------------------------------------------
Applied Optical Technologies plc, the supplier of anti-
counterfeiting technologies and services, and premium packaging
for brand enhancement and protection, announces its results for
the year ended 31st March 2003.

Highlights

                                         2003       2002
Group turnover                         GBP 27.2m   GBP 30.6m
Adjusted operating (loss)/profit*      GBP (0.4m)  GBP  0.4m
Adjusted loss per share*               (1.1)p      (1.0)p

*before goodwill, exceptional items and amounts written off
investments (1.1)p (1.0)p

-- continued growth in America despite difficult economic
conditions

-- benefits of significant operational improvements in Europe
offset by downturn in sales

-- strong balance sheet with cash at bank and in hand of GBP2.7
million

-- results impacted by exceptional items

David Mahony, Chairman, said:
"Whilst the American operations have been successful in securing
major new business and are confident of their ability to take
advantage of the enlarged capacity now available, continued
success is dependent, in part, on continued recovery in the
markets they serve. It is anticipated that 3DCD will have a
stronger year than last year, both from sales to its existing
customer and potential new customers.

In Europe there are a number of significant contracts being
pursued. While there is optimism that significant business will
be realised, there is no certainty as to these projects being
carried through and the business being awarded to the Group.

A review is currently being undertaken of the options open to the
Board to ensure a return to profitability and a recovery in the
valuation placed by the market on the Group. The results of this
study will be considered and appropriate actions determined no
later than the end of the current calendar year."


APPLIED OPTICAL TECHNOLOGIES plc Preliminary Announcement of
Results For The Year Ended 31st March 2003

CHAIRMAN'S STATEMENT

Introduction
After a strong start to the year conditions in a number of our
markets deteriorated during the summer and remained generally
weak. Whilst our American operations saw some recovery and
achieved growth in sales volumes for the year, conditions for our
European operations remained difficult. The relatively poor
penetration of the banknote market coupled with the depressed
state of other markets gave rise to a situation whereby we were
unable to replace business in those areas- toll metallising,
brand enhancement and third party fiscal stamp sales - from which
we had either withdrawn or had anticipated reduced sales levels.

Action was taken to contain the cost base of the Group generally
and further operational improvements were achieved within the
European facilities. A major relocation and extension to the
production capacity of the American Advantage plant was
successfully undertaken during the year.

Results
Turnover in the year to 31st March 2003 declined from GBP30.6
million to GBP27.2 million but the operational improvements and
reduction in the Group's cost base enabled gross margins to be
improved. The adjusted operating loss for the year was GBP0.4
million (2002: adjusted operating profit of GBP0.4 million).

The contribution from joint ventures in the year was, as
anticipated, substantially lower at GBP0.2 million (2002: GBP1.1
million). The profitability of 3DCD, the largest element of our
joint ventures, is closely tied to the pattern of its customer's
product introductions and this was significantly lower than the
prior year. As disclosed at the half year, the results include a
GBP16.0 million provision for the impairment of the goodwill
arising on the acquisition of OpSec. Further details of this and
other exceptional items are given in the Operating and Financial
Review.

Management
Rick Salomone, President of our American operations, has agreed
to join the Board with effect from 14th August 2003. A number of
appointments have been made to strengthen our sales activity; the
most significant of these being the recruitment of Ricardo
Bambach as Senior Vice-president of Sales and Marketing in
America and the appointment of Andrew Mills as European Sales
Director.

Future Outlook
Whilst the American operations have been successful in securing
major new business and are confident of their ability to take
advantage of the enlarged capacity now available, continued
success is dependent, in part, on continued recovery in the
markets they serve. It is anticipated that 3DCD will have a
stronger year than last year, both from sales to its existing
customer and potential new customers.

In Europe there are a number of significant contracts being
pursued. While there is optimism that significant business will
be realized, there is no certainty as to these projects being
carried through and the business being awarded to the Group.

A review is currently being undertaken of the options open to the
Board to ensure a return to profitability and a recovery in the
valuation placed by the market on the Group. The results of this
study will be considered and appropriate actions determined no
later than the end of the current calendar year.

DA Mahony
Chairman

OPERATING AND FINANCIAL REVIEW

Review of Operations
During the year good progress was made in implementing
manufacturing and technical improvements in the Group's European
operations. The benefits of these improvements were, however,
more than offset by lower sales levels - the result of market
conditions in Europe, the failure to gain new business to replace
turnover lost with the exit from several non-core businesses and
to secure significant banknote business. In addition, the Group
experienced a reduced contribution from its joint venture 3DCD.
The highlight of the Group's results was the growth in
profitability of its American operations, although this
improvement was disguised in part by the strengthening of
sterling against the dollar.

The year to 31st March 2003 saw Group turnover fall by 11% to
GBP27.2 million (2002: GBP30.6 million) and an adjusted operating
loss of GBP0.4 million compared to an operating profit of GBP0.4
million in the previous year. These figures were both impacted
materially by a 9% deterioration in the average dollar exchange
rate for the year. After adjusting for the amortisation and
impairment of goodwill of GBP17.7 million (2002: GBP2.3 million)
and exceptional costs of GBP1.3 million (2002: GBP0.9 million)
the Group made an operating loss of GBP19.3 million (2002: GBP2.8
million). The loss before taxation amounted to GBP19.4 million
(2002: GBP8.3 million).

The Group has continued to restructure its operations. The
Lancaster, Pennsylvania facitlity has been relocated to a new,
larger factory, the headcount in Europe has seen further
reductions and a consultancy has been working with the European
management team to improve the efficiency of the sales
organization. The total cost of this restructuring has been
GBP0.7 million. The failure to secure significant banknote
business led to the reassessment of the valuation of a debtor
receivable from the Group's ATG partner, TGSP, and an impairment
provision of GBP0.7 million has been made. The Group made a
profit of GBP0.1 million on the disposal of its redundant
metallising equipment.

As announced at the half year, in liaison with the Group's new
brokers, Brewin Dolphin, and new auditors, KPMG Audit Plc, we
carried out a full impairment review of the goodwill on the
balance sheet relating to the acquisition of OpSec. In light of
the changed economic environment for the American operations we
prudently decided to make a provision for impairment of GBP16.0
million. This provision is a non-cash item. The Board now intends
to initiate a balance sheet restructuring which, subject to
meeting the necessary statutory requirements, will eliminate the
existing deficit on distributable reserves.

Management
During the year the Group further strengthened its management
team. In America Ricardo Bambach joined as Senior Vice President
of Sales and Marketing. Mr. Bambach has significant industry
experience, most recently with Unisys Corporation and 3M. In
Europe, Andrew Mills joined as Sales Director. Mr. Mills also has
significant industry expertise, most recently at De La Rue. Both
appointments were specifically aimed at improving the Group's
strength in sales and marketing.

New sales and marketing executives were appointed in America and
Europe, and a new sales executive, based in China, has been
recruited.
Review of Sales Activities The Group competes in discrete market
segments under four brands-AOT Banknote and High Security
Documents, OpSec Brand Protection, Advantage ID Technologies, and
Applied Product Enhancement.

-- AOT Banknote and High Security Documents
Results in this market area were very disappointing, with
turnover down 36% to GBP4.4 million from GBP6.8 million in the
prior year. While the Group was able to deliver against a large
euro foil order during the year, and continued its supply of
other non-euro currency protection foils, the overall scale of
the business was not at the level we expected. This was partly
attributable to the impact of adverse market conditions on
government customers. In the non-banknote sector, the Group
witnessed an expected reduction in its subcontract tax stamp
business where it supplied a competitor in the industry. This
decline was due in large part to the Group's increased success
against this competitor in other market sectors.

In America a slowdown in orders for the temporary license product
by state governments experiencing budget deficits resulted in
lower sales. A major success during the year was the introduction
of a new product line for secure window decals. This resulted in
a major order from the State of Pennsylvania and the Group is
actively marketing this new product to other potential customers.

-- OpSec Brand Protection
The Group saw growth in turnover in this segment of 8% from
GBP9.8 million to GBP10.6 million, reflecting its strong position
in this market and demonstrating its ability to make progress
even during difficult economic times. During the year, the Group
completed its security authentication programme to FIFA for the
World Cup, and was awarded several contracts in the
pharmaceutical, apparel, and licensed merchandise areas. In
addition, large scale shipment of product for protection of the
Athens Olympic Games merchandise began.

The Group continues to invest in products and services in the
area of brand protection, and remains very well positioned in
this market.

-- Advantage ID
Turnover in the current year was down 4% from GBP9.2 million to
GBP8.9 million, due to slower ID sales in Europe and the movement
in the dollar rate. New contracts were received during the year
from several governments, including major contracts for passport
security from three Latin American governments.

The relocation to a new and larger facility in Lancaster,
Pennsylvania was completed during the year, as was construction
of a new Advantage manufacturing line. The net effect of these
measures was substantially to increase capacity.  The Group
offers one of the broadest ranges of ID document security
products in the industry, a position it will seek to maintain
through continued technical development of its product range.

-- Applied Product Enhancement
While it was anticipated that turnover in this segment would
decline, the 34% reduction was in excess of expectations. The
Group continues to supply major customers including Colgate and
Aquafresh and will continue to sell into this market when it
believes it has a sustainable competitive advantage.

American Operations
Turnover in our American operations declined by 4% from GBP17.3
million to GBP16.6 million but adjusted operating profit
increased by 15% from GBP1.6 million to GBP1.8 million. On a
dollar basis turnover was actually 4% higher and the increase in
adjusted operating profit was 39%. The increase in profitability
is a reflection of increased productivity in underlying
operations, cost controls put in place over the year,
improvements in the quality of sales and the return from the
increased investment in sales and marketing made during the prior
year.

During the year Rick Salomone assumed responsibility for all
American operations and reorganized the management team. The
relocation of the Lancaster facility and construction of the new
Advantage manufacturing line was completed and commissioning of
the new line is well underway, although at a slower rate than
previously anticipated. During the year the final elements of the
Bridgestone litigation were settled without material adverse
impact to the Group.

The Group believes that its operations occupy a uniquely strong
position in the American market, and that this position has been
strengthened by the changes to the management team and the
investments made in the manufacturing facilities.

European Operations
For the reasons highlighted earlier in this statement and in the
Chairman's statement, turnover in the European operations was 21%
lower at GBP12.1 million (2002: GBP15.4 million). Adjusted
operating loss rose from GBP2.3 million to GBP2.5 million.

Restructuring of the European operations resulted in significant
improvements in product quality, delivery timing, and overall
customer service. However, turnover failed to reach the level
expected, in part due to the continued downturn in economic
conditions. Turnover was impacted by the Group's exit from the
toll metallising business, a failure to secure the anticipated
level of banknote business, and the budgeted loss of tax stamp
business supplied through a competitor.

In conjunction with the operational improvements, the Group
strengthened its sales and marketing capabilities. Andrew Mills
has been recruited as the new European Sales Director, and
several new sales executives were appointed. A sales consultancy
has been retained and is assisting the Group with its sales and
marketing efforts.

Research and Development
The Group continues to invest in research and development. Its
optical development efforts are focused on improving the
integration of key imaging capabilities into a unified platform,
to ensure the preservation of the Group's leading position in the
industry. During the year the Group also signed a license
agreement with Rolic Technologies Ltd, a Swiss research and
development company, further to develop and enhance its colour-
shifting products.

In films and adhesives, the Group's improvement of the quality of
its foils allowed it to deliver orders of both currency and non-
currency foils and has placed it in a strong position to secure
further business. In addition, the Group delivered its new secure
window decals utilizing its proprietary inhouse technology for
replication of optically variable devices on paper substrates.
The commercialization of a new generation of optically variable
security devices incorporating multiple colours is in the final
stages.

Joint Ventures
As anticipated, the Group saw a decreased contribution from its
50% share of 3DCD from GBP1.4 million to GBP0.4 million primarily
reflecting lower equipment sales than in prior years. The
technology continues to be a success, with new variations
introduced into the market during the year. The joint venture is
looking actively to expand the use of the technology into the
protection of DVDs against counterfeiting.

The Group's share of the losses of ATG for the year amounted to
GBP0.2 million (2002: GBP0.3 million). During the year, the Group
announced the acquisition of the remaining 50% of ATG allowing a
greater degree of operational flexibility. As part of the deal
the Group waived a net debt of GBP0.5 million in return for sole
control of the joint venture and a reduction in the ongoing
royalty stream.

Taxation
GBP107,000 of the GBP112,000 tax charge in the year ended 31st
March 2003 relates to overseas taxation in respect of income
which cannot be fully relieved by brought forward trading losses.
The remainder of the charges relates to deferred taxation.

Earnings Per Share
The basic and fully diluted loss per share for the year was 38.7
pence (2002: 18.3 pence). On an adjusted basis (removing the
effect of goodwill, exceptional items and amounts written off
investments) the loss per share was 1.1 pence (2002: 1.0 pence)
on a non-diluted basis and on a fully diluted basis.

Cash Flow and Financing
The Group continues to be strongly cash generative with a net
cash inflow from operating activities for the year of GBP0.7
million (2002: GBP1.4 million). As at 31st March 2003, the Group
had cash at bank and in hand of GBP2.7 million (2002: GBP4.2
million) and net funds of GBP2.3 million (2002: GBP3.3 million).

Treasury
Whilst a substantial proportion of the Group's revenue and profit
is earned outside the U.K., subsidiaries generally only trade in
their own currency. The Group is therefore not subject to any
significant foreign exchange transaction exposure. The Group's
principal exposure to foreign currency lies in the translation of
overseas profits into sterling. This exposure is hedged to the
extent that these profits are offset by interest charges arising
from borrowings in the same currencies.

Capital Expenditure
Capital expenditure in the year was GBP2.5 million (2002: GBP1.6
million). The principal capital expenditure in the year was the
cost of relocating the Lancaster facility and the completion of a
second Advantage line.

The Group's main capital commitments relate to various minor
upgrades to manufacturing equipment and improvements to the
Group's optical imaging and colour-shifting technologies.

Shareholders' Funds
Shareholders' funds decreased during the year from GBP54.2
million to GBP30.7 million. These represent a net asset value of
58 pence per share (2002: 102 pence per share).

M Turnage
Chief Executive
5th June 2003

To See Financials: http://bankrupt.com/misc/APPLIED_OPTICAL.pdf


BOOTS PLC: Financial Results for 2003 Shows Decrease in Profits
---------------------------------------------------------------
2002/03 Highlights

Sales from continuing operations rose by 6.0%
-- Boots The Chemists second half sales up 6.1% like for like

-- Boots Healthcare International sales up 12.3% (at comparable
exchange rates)

Profit before tax and exceptionals down by 13.0% to GBP555.4m

Profit before tax down by 16.9% to GBP494.9m

Profit down due to disposal of Halfords, costs of investment and
exiting loss making businesses

Basic earnings per share before exceptionals down 9.4% to 45.2p
(basic earnings per share down 21.6% to 36.0p)

Final dividend 20.2p, total dividend up 4.4% to 28.6p

Share buyback program returned GBP462.8m

Business highlights

Strong sales growth
-- Maintained/grew counter market share in all health and beauty
categories

-- Best Christmas sales performance for ten years

-- Stemmed decline in transaction numbers

Invested in retailing basics, improving our stores, the customer
offer and brand support

Strategy focused on two core businesses with non-strategic
activities exited

John McGrath, Chairman, commented:

"This has been a year of progress and significant change and we
have also been investing for the future. We have exited non-core
activities and we are now focused on two businesses, Boots The
Chemists and Boots Healthcare International. The underlying
performance of both these businesses has been strong during the
past year.

We start the year in far better shape and the arrival of our new
Chief Executive, Richard Baker, to lead our management team will
signal an exciting new phase."

New Information

In addition to updating shareholders on performance in 2002/03
this news release contains the following new information:


Investment plans for 2003/04

Rationalization costs

Progress on the GBP100m Getting in Shape cost programme

To see full news release (pdf format):
http://bankrupt.com/misc/Boots_PLC.pdf


CABLE & WIRELESS: Disposes Shares in PCCW Ltd. to Citigroup
-----------------------------------------------------------
Further to the announcement made earlier in respect of the
disposal by Cable and Wireless plc and its subsidiaries ('Cable &
Wireless') of its entire stake of 651,876,921 shares in PCCW to
Citigroup as part of a market placement, the consideration to be
received by Cable & Wireless is approximately HK$ 2,960 million
(GBP233 million).

J.P. Morgan acts as Financial Adviser to Cable & Wireless.
Cazenove & Co. Ltd acted as Financial Advisers to Cable &
Wireless in connection with the disposal of their interest in
PCCW.

CONTACT:  CABLE & WIRELESS
          Louise Breen, Investor Relations
          Phone: 020 7315 4460

          CAZENOVE & CO. LTD
          Financial Adviser to Cable & Wireless
          Contact:
          Duncan Hunter
          Phone: 020 7588 2828

          J.P. MORGAN
          Financial Adviser to Cable & Wireless
          Contact:
          Bernard Taylor
          Phone: 020 7325 1000


CORDIANT COMMUNICATIONS: Bonuses "Unacceptable"-- Active Value
--------------------------------------------------------------
Active Value, an investor in Cordiant Communication who is
seeking a revamp of the group's board, criticized the
modifications in the bonuses of the company's two top executives
as "unacceptable."

Julian Treger, joint head of Active Value, said: "In
circumstances where shareholders have lost hundreds of millions
of pounds in value, we think these provisions are unacceptable.
We believe the company and the executives should withdraw them or
make them subject to shareholder approval."

Lawyers of Active Value who are acting under provisions in the UK
Companies act were shown the documents Thursday, although they
were not allowed to photocopy them.

According to the Financial Times, Active Value, which owns 14.1
per cent of Cordiant, said chief executive David Hearn and
finance director Andrew Boland were informed through a letter
that they are to receive bonuses in case there are changes in
senior management at Cordiant.

Mr. Hearn will receive more than GBP1.5 million, while Mr. Boland
will receive more than GBP580,000-18 months' salary and
guaranteed bonuses.

They would receive incentives of GBP382,000 and GBP138,000,
respectively, and that the provision for 18 months' salary were
contractual obligations.

The letters were signed by Nigel Stapleton, the group's chairman,
according to the report.

Active Value claims the executives "are incentivised to sell the
business to a third party rather than seek to restore trading at
Cordiant."

Earlier, Cordiant indicated it is more favorable to a buyout by
another company in the advertising sector than to a
restructuring.

Active Value is seeking to get a backing for a restructuring that
would inject between GBP30 million and GBP40 million of new
equity to sustain the company after it exhausts all its current
refinancing arrangement by July 15.

Cordiant has GBP250 million in borrowings.


COSTAIN GROUP: Pension Liabilities Result in Negative Equity
------------------------------------------------------------
Fitch Ratings, the international ratings agency, notes that
Costain Group PLC, the U.K. construction company, had a negative
net worth of GBP21.1 million as at FYE02 caused by a net pension
liability of GBP24.1m (compared to a net pension asset of GBP9.5m
at FYE01).

The news underlines Fitch's previously documented concerns about
the group's dependence on pension assets for capital strength.
However, the agency notes that the group remains cash generative,
albeit marginally, reporting a GBP3.5m cash inflow for the year
and net cash of GBP71.3m at FYE02, slightly up on the prior year.
Gross debt at FYE02 was negligible and has been very modest in
recent years. The company has no immediate plans to remedy the
negative equity situation and the strong cash position may allow
the company to work through this issue over time. Nevertheless,
it may impact negatively on the company's ability to win new
business, especially as part of consortia where joint and several
liability is a standard feature.

Fitch will continue to monitor Costain's performance and its
pension position, in particular the impact pension liabilities
may have on cash flow if the group is required to increase
contributions following the actuarial review carried out on 31
March 2003. Costain's current Senior Unsecured rating is 'B' and
the Short-term rating is 'B'. The rating Outlook is Stable. The
agency will carry out a full review after meeting with management
in the coming months.


EQUITABLE LIFE: Submission of Penrose Report Delayed Until Autumn
-----------------------------------------------------------------
The submission of the results regarding an inquiry into the
collapse of troubled mutual Equitable Life has been further
delayed by the longer-than expected compilation of the report.

Yorkshire Today reported Thursday the long-awaited Penrose
Report-- which was expected to come out in mid-July--will not be
ready until the autumn.

Lord Penrose has written to the Treasury Select Committee
informing the group of the changes, according to the report.

A Treasury spokesman said the "timetable of the report is a
matter for Lord Penrose because this is an independent report".

"We hope he can complete his report as soon as possible in line
with providing as authoritative an account of events at Equitable
Life as possible," he said.

Conservative MP Andrew Tyrie, a member of the Treasury Select
Committee, told the news agency that he was "extremely
disappointed" by the latest delay.

"I'm going to ask the committee at the next available opportunity
to consider calling him (Lord Penrose) before us to explain how
he is proceeding. Hundreds of thousands of policyholders are
going to be left hanging around even longer than they would
otherwise be," he said.

Lord Penrose was tasked by the Treasury to inquire into the
collapse of Equitable Life in August 2001. He blamed various
lawsuits faced by the firm as factors delaying the gathering of
evidences, as well as mentioned the legal advisers' review of
documents made available to the inquiry as a contributing factor
to delays.

It is understood that he has finished his interviews, but
compiling the report is taking longer than expected.

Equitable nearly collapsed after the holders of guaranteed
annuity rate policies won a test case against the society in the
House of Lords in summer 2000.  It admitted that its liabilities
were in excess of GBP1.5 billion.

It is believed policyholders could claim compensation once Lord
Penrose finds evidence that the Treasury, Department of Trade and
Industry or Financial Services Authority, who have acted as
regulators to the mutual, were negligent in their handling of the
situation.

CONTACT:  EQUITABLE LIFE
          City Place House, 55 Basinghall St.
          London EC2V 5DR, United Kingdom
          Phone: +44-20-7606-6611
          Fax: +44-20-7796-4824
          Home Page: http://www.equitable.co.uk
          Contact:
          Vanni Treves, Chairman
          Charles Thomson, Chief Executive
          Charles Bellringer, Chief Finance and Investment
          Officer


GLAXOSMITHKLINE PLC: Installs Three New Non-executive Directors
----------------------------------------------------------------
GlaxoSmithKline plc (GSK) announces that three new Non-executive
Directors are to join the Board of the company. They are Lawrence
Culp, President and CEO of Danaher Corporation, Crispin Davis,
Chief Executive of Reed Elsevier PLC and Sir Robert Wilson,
Chairman of Rio Tinto plc. Mr Culp and Mr Davis will join from 1
July 2003 and Sir Robert from 1 November 2003. Mr Davis will join
the Remuneration Committee.

GSK also announces that Sir Roger Hurn and Paul llaire have
decided to retire rom the Board with immediate effect.

Mr John McArthur will take over the role of Chairman of the
Remuneration Committee from Mr Allaire on an interim basis until
a new Chairman of the Committee is appointed.

Commenting on the changes, Sir Christopher Hogg, Chairman of GSK,
said 'I am sorry to lose the services of Sir Roger, who has been
a valued colleague. On behalf of the Board, I would like to thank
him warmly for his dedicated and effective service to the Boards
of GSK and Glaxo Wellcome and wish him well for the future.'

'I would also like to thank Paul for his services and
contribution to the Boards of SmithKline Beecham since 1993 and,
latterly, GSK. I have always valued Paul's upport and on behalf
of the Board wish him well for the future'.

'I am delighted that Larry, Crispin and Sir Robert are joining
the Board. They ring with them many years of experience and a
track record of success in a ariety of different industries.
Their undoubted skills will further strengthen the Board'.

Biographical details of the new Directors and John McArthur are
given below.

Simon Bicknell
Company Secretary
5th June 2003

Biographical details

John McArthur

Age 69. A Canadian, John McArthur was appointed as a Non-
Executive Director of Glaxo Wellcome in 1996 and is a former Dean
of the Havard Business School. He is
Director of BCE Inc., Cabot Corporation, Rohm and Haas Company
and the AES Corporation. He is also a senior adviser to the
President of the World Bank.

Lawrence Culp

Age 40. Mr Culp joined Danaher Corporation in 1990 and after
holding increasingly senior positions was appointed President and
CEO in 2001. Prior to joining Danaher, Mr Culp held positions in
Accenture, previously Andersen Consulting.

Crispin Davis

Age 54. Mr Davis joined Reed Elsevier PLC as Chief Executive in
1999. Prior to that he was Chief Executive of Aegis Group PLC,
which he joined from Guinness plc, where he was Group Managing
Director, United Distillers and a member of the main board of
Guinness plc. Mr Davis spent his early career with Procter &
Gamble.

Sir Robert Wilson

Age 59. Sir Robert joined Rio Tinto plc in 1970 and after holding
increasingly senior positions, including Chief Executive, became
Chairman in 1997. He is also a director of Diageo plc, BG Group
plc and the Economist Group. Sir Robert will step down as
Executive Chairman of Rio Tinto plc in October 2003.

                     *****

Mr. Allaire stepped down from the board after U.S. regulators
reached a settlement over allegations of civil fraud at Xerox,
the U.S. copier company of which he is a former chief executive.

He agreed to pay US$8.6 million in return of money allegedly
fraudulently obtained, interest and fines, according to the
Financial Times.

CONTACT:  GLAXOSMITHKLINE PLC
          European Analyst/Investor enquiries:
          Duncan Learmouth
          Phone: (020) 8047 5540
          Anita Kidgell
          Phone: (020) 8047 5542

          Philip Thomson
          Phone: (020) 8047 5543

          U.S. Analyst/Investor
          Frank Murdolo
          Phone: (215) 751 7002
          Tom Curry
          Phone: (215) 751 5419


IZODIA PLC: Orb Hands 29.9% Stake in Izodia to Andy Ruhan
---------------------------------------------------------
Midlands-based entrepreneur Andy Ruhan acquired 29.9% of e-
commerce software company Izodia from Orb in a side deal to his
purchase of 37 Thistle-branded hotels from the latter.

Mr. Ruhan, who paid more than GBP700 million for the hotels, paid
1p a share for the stake, or a total of about GBP177,000.

The stake is now held by Shiarran, a British Virgin Islands-
registered company set up as a vehicle for the transaction,
according to the Financial Times.

Mr. Ruhan has not yet discussed with Izodia whether he will seek
representation on its board, but he promised to give Izodia
shareholders GBP35 million of the cash that Izodia is trying to
collect from Orb.  The amount mysteriously disappeared last year,
and is now believed to have gone to Lynch Talbot, an investment
company that has common shareholders with Orb.

Orb had no representation for the stake in the board since
January.  Until then, all the directors had been associated with
Orb.

The sale officially marked the end of any possible chances that
Orb will bid for Izodia, according to the report.


MEPC LTD.: Installs Richard Harrold in Chief Executive Position
---------------------------------------------------------------
MEPC Limited announces that Richard Harrold will become Chief
Executive with effect from 30 June 2003, succeeding Jamie Dundas
who will leave the Board on that day.

Robert Ware, Iain Watters and Gavin Davidson will also leave the
Board on 30 June 2003.

To ensure continuity pending the appointment of his successor
Stephen East will continue as Finance Director until 30 September
2003, or such earlier date as a new appointment is made.

The Board has recorded its thanks and appreciation to the
retiring Executive Directors for their substantial contribution
to the company's success in recent years.

Note

In February 2003 MEPC Limited became a wholly owned subsidiary of
the BT Pension Scheme, which is advised by Hermes. Apart from
Stephen East, the continuing directors of MEPC Limited are Sir
Tim Chessells, Tony Watson, Nick Mustoe and Richard Harrold who
are respectively, Chairman, Chief Executive, Chief Investment
Officer and Head of Property at Hermes. It has been separately
announced today that Richard Harrold will in due course
relinquish his position as Head of Property at Hermes in order to
concentrate full time on his role as Chief Executive of MEPC
Limited.


MEPC LTD.: On Watch Neg Due to Financial, Management Concerns
-------------------------------------------------------------
Standard & Poor's said that it placed its 'BB' corporate credit
and senior unsecured debt ratings on U.K.-based property
investment company MEPC Ltd. (MEPC) on CreditWatch with negative
implications. This is a result of the company's weakening
financial profile and the announcement that there will be
management changes.

At the same time, the 'B+' preferred stock rating on MEPC
International Capital L.P., guaranteed on a subordinated basis by
MEPC, was also placed on CreditWatch negative.

"MEPC directors from the time before the company was taken
private will eventually retire and be replaced by representatives
of Hermes Pensions Management. This creates uncertainty regarding
operational and financial strategies," said Standard & Poor's
credit analyst Tommy Trask. "In addition, dividend payments and
loans from MEPC to its parent company have weakened MEPC's
financial profile," he added.

Standard & Poor's gives little credit to the outstanding £1.3
billion ($2.1 billion) of loans to its parent, as cash flow
required to service the loans comes primarily from MEPC itself.
The loan has recently been reduced to fund dividend payments,
with little regard to MEPC's credit profile. On this basis,
interest coverage (including preference dividends and capitalized
interest) was 0.5x and net debt (including preferred stock) to
property assets was 74%, at March 31, 2003. Both ratios are too
weak for the current ratings.

The ratings on MEPC reflect its strong position in high-quality
U.K. business parks, an asset class that is favored by Standard &
Poor's for its relative resilience to cyclical downturns. These
factors are offset by a very aggressive financial profile and
dividend policy, and a high portfolio vacancy rate.

Standard & Poor's will seek to meet with the new management of
MEPC, essentially representatives of Hermes, in the next two
months to resolve the CreditWatch status. The key issues are the
company's operating and financial strategies.


MILLENNIUM PHARMACEUTICALS: To Shut Down Facility in England
------------------------------------------------------------
U.S. Biotech firm Millennium Pharmaceuticals will close a facility
in England as part of a bigger plan to concentrate on more
rewarding opportunities for its products.

It will shut down operations in Cambridge which employs 150
workers.  This is in addition to the closure of the firm's
facility in South San Francisco California that employs about 200
people.  The company plans to lay off a total of 600 out of its
2,300 staff.

Chairman and Chief Executive Mark Levin said in a statement the
company needed "to focus more sharply on the most attractive
opportunities in our pipeline. Unfortunately, this means that we
will no longer have roles for many outstanding individuals who
have made significant contributions" to the company.

Most of the reductions will affect researchers, according to
Millennium spokeswoman Adriana Jenkins.

She also suggested some employees in California and England may
be relocated to company's headquarters in Cambridge,
Massachusetts.  She did not specify the number of jobs that could
be cut in Massachusetts.

Millennium lost $590.2 million last year, or $2.13 a share,
compared to $192 million, or 88 cents a share, in 2001.  Its
flagship product is heart drug Integrilin.  Its cancer drug
Velcade was just approved for sale in the United States this
month.


MURRAY FINANCIAL: Three Executives to Leave Company This Month
--------------------------------------------------------------
Murray Financial Corporation announced three of its executives
are leaving the company this month following reports of mounting
pressure from investors who wanted to cut costs in the firm.

The firm, which has been reduced to a cash shell, said Ken
Murray, chief executive and founder, would resign June 30, while
non-executive directors Tony Fabrizi and Russell Frith, would
resign June 22.

Murray Financial first announced its founder's departure May 8.
At that time, the company said the chief executive's post would
be "eliminated" on June 30.  The Edinburg-based firm also said
Murray's service agreement would be terminated from that time.

Mr. Murray is under a three-year rolling contract, which means he
could claim a pay off of GBP708,720 if his position is
eliminated.  He received GBP236,240 last year.

The resigning chief executive held a 9% stake in the company
before he sold the holdings to Jonathan Rowland, the Internet
entrepreneur who now owns 29% of the firm.  The deal allowed him
to retain an option over 18% of the shares at 10 p each.

The Herald says Mr. Murray could receive about GBP450,000 for his
stake if the company is taken over.

Mr. Rowland, together with Peter Gyllenhammer, another investor
who owns another 29% stake in Murray Financial, invested in the
company with the aim of forcing a wind-up or using its stock
market quote for another venture.


MYTRAVEL GROUP: Issues Interim Results for 6 Months Ended March
----------------------------------------------------------------
-- GBP1.3 billion refinancing signed with Group's bankers

-- Board confident of resolving the position of the Convertible
Bonds

-- Seasonal operating loss before exceptional items and goodwill
of GBP282.7m (2002: loss of GBP150.2m*).  Year on year variance
affected by non-comparable items estimated by management at
GBP50.7m

-- War in Iraq and uncertainty about the Group's financial
position contributed to poor first half performance

-- Review of Group balance sheet results in GBP283.6m exceptional
write-off in the period, contributing towards Group operating
loss after exceptional items and goodwill of GBP590.9m (2002:
loss of GBP168.1m*)

-- MIPS classified as long term borrowings, following
modifications to arrangements

-- Strategic Review implementation underway; estimated to deliver
annual cost savings and efficiency improvements in excess of
GBP150m in financial year ending 2005


Trading

-- Group summer bookings 5% behind prior year on a 12% capacity
reduction

-- U.K. summer bookings in line with prior year on a 12% capacity
reduction, leaving 420,000 fewer holidays left to sell than at
the same time last year


OPERATING RESULTS BEFORE EXCEPTIONAL ITEMS & GOODWILL**

2003              2002*
                       GBPm                 GBPm

U.K.                  (242.9)            (111.0)
Northern Europe      (25.2)             (21.4)
Germany              (17.6)             (18.5)
North America           2.9                0.2
Joint Ventures & Associates
0.1                0.5

Group & share of JV's and Associates
(282.7)            (150.2)

* The results to 31 March 2002 have been restated to reflect
changes in  accounting policy on revenue recognition and cost
deferral to be consistent with the 2002 Annual Report and
Accounts.

** A reconciliation to Group operating loss after exceptional
items & goodwill is provided in the Group profit and loss
account.

TRADING OUTLOOK - SUMMER 2003 CHARTER BOOKINGS


                               Price            Bookings            Capacity

Northern Europe     -18%                -14%                +2%
Germany                 -22%                -12%                +2%
North America        -11%                 -5%                -1%

Group                      -5%                -12%                +1%


Commenting on the results for the period and the trading outlook
Peter McHugh, Chief Executive of MyTravel Group plc, said:

"I am pleased to announce that we have reached agreement for our
banking facilities to be extended until May 2006, and are
confident that we will be able to resolve the position of the
Convertible Bonds.  The stability that the extension of these
facilities gives to MyTravel, its customers, staff and investors
will enable us to focus fully on implementing our turnaround
strategy for the business.

"The results for the half year reflect the difficult trading
conditions in the market, and the particular issues that MyTravel
Group plc has faced throughout the period.  Recent booking trends
are generally encouraging, however we cannot yet predict whether
this trend will continue or how the peak summer period will
unfold.  If current trends do continue, then I expect the summer
performance to be better than last year.  However, we do not
expect to fully recover the operating losses suffered in the
first half.

"The Group Strategic Review has identified substantial
improvements that can be made to our operations.  The
implementation of the plans would deliver annual cost savings and
efficiency improvements which we estimate to be in excess of
GBP150m in the financial year ending 2005.

"I would like to take this opportunity to thank all our customers
and staff who have shown loyalty and resilience over the
difficult months we have faced.  With the refinancing proceeding,
and the implementation of the Strategic Review findings underway,
I believe that we are taking the steps necessary to return the
Group to financial health."

A presentation will be made to analysts today at 9.30am at
Deutsche Bank, Winchester House, 1 Great Winchester Street,
London, EC2N 2DB.

OPERATING REVIEW

Trading performance

The results for the half year reflect the difficult trading
conditions that MyTravel Group plc has faced throughout the
period.  The whole industry has suffered from a series of
external factors which have  caused customers to be cautious.
Moreover, uncertainty about the Group's financial position has
undoubtedly also affected our trading.  In response to these
conditions we have significantly cut capacity for summer 2003,
leaving us with fewer holidays to sell now than at the same time
last year.  However, given the lead times involved in the tour
operating market, we were unable to significantly influence the
winter 2002/03 trading, and thereby mitigate the half year
losses. Operating losses before exceptional items and goodwill in
the period increased by GBP132.5m to GBP282.7m.  The increased
losses year on year were largely attributable to the UK, where
management estimate that the underlying trading was GBP87.1m
worse year on year.

The results also include a number of items that complicate
comparison to the prior period.  As such, the table below shows
management's rationalisation of the prior period operating losses
to the current period.

                                             GBPm
Group operating loss*
for 6 months to 31 March 2002 (restated)   (150.2)
Management estimate of Group
trading deterioration                       (81.8)
Management estimates of non-comparable items:
Costs recorded in the first half of 2003 which would have been
recorded in the second half in previous years         (19.2)
Effect of charging the cost of guaranteed accommodation on a
straight line basis                                    (8.4)
Foreign exchange losses and financing costs   (12.2)
Non-recurring credits arising in 6 months
to 31 March 2002                             (10.9)

Group operating loss*
for 6 months to 31 March 2003               (282.7)

*Figures stated before exceptional items and goodwill

As reported in the preliminary announcement in November 2002, it
is the Board's desire to adopt a more conservative approach to
measuring the Group's financial performance.  As a consequence,
there are a number of costs taken in the first half of this
financial year which previously would have been recorded in the
second half.  Management estimate this impact to be GBP19.2m.  In
addition, the change in treatment of guaranteed accommodation
costs announced in November 2002 has increased costs in the
period by GBP8.4m.  The year on year comparison has also been
affected by GBP12.2m of foreign exchange losses and financing
costs this year and by non-recurring credits amounting to
GBP10.9m in the six months to 31 March 2002.  All of the above
items are recorded in the UK segment, except for GBP5.9m of the
non-recurring credits which relate to Germany.

Exceptional operating items in the period amounted to GBP292.7m
(2002: restated loss of GBP1.5m), and included GBP283.6m from the
write-down of assets resulting from our balance sheet review.
Goodwill amortization amounted to GBP15.5m (2002: GBP16.4m).
Consequently the Group operating loss, including our share from
Joint Ventures and Associates, after exceptional operating items
and goodwill was GBP590.9m (2002: restated loss of GBP168.1m).

Strategic Review and Refinancing

We have agreed with our bankers the refinancing of GBP1.3 billion
of debt and contingent facilities.  The maturity of the
facilities, to the extent that they fell due before 31 May 2006,
has been extended to at least 31 May 2006.  The financial
covenants have also been amended to reflect the Group's revised
business expectations following the Strategic Review.  The
refinancing arrangements contain a requirement to extend the
maturity date of the Convertible Bonds to at least December 2006,
and failure to achieve this by 30 September 2003 would be an
event of default under those arrangements.  There remains some
uncertainty over whether this extension to the maturity date of
the Convertible Bonds can be achieved in the time available, and
if it is not, the refinanced GBP1.3 billion of debt and
contingent facilities would become repayable on demand.

However, the Board remains confident that the position of the
Convertible Bonds will be satisfactorily resolved and
consequently the interim financial information has been prepared
on the going concern basis.

The agreement with our bankers is a vital step in securing the
Group's future and we believe that it will provide us with time
and stability to implement the plans set out in the Strategic
Review.

The results of that Strategic Review were presented to lenders in
early April and reviewed by PricewaterhouseCoopers in their
capacity as financial advisers to the lending group.  The Review
sets out our strategic direction and details the means by which
we will reduce risk, restore profitability, improve cash flow and
generate better returns from our assets.  We will reduce our
fixed cost base; utilise our own assets more effectively and our
UK charter and distribution operations will be restructured so as
to optimise their profit potential.  These plans are already
underway.

Balance sheet

As highlighted in our trading update of 2 May 2003, and arising
as a result of the Strategic Review, we have carried out an
extensive review of the Group's balance sheet.  This has resulted
in non-cash write-downs and provisions against the carrying value
of some of our purchased goodwill, cruise ships, aircraft and
certain other assets amounting to GBP283.6m.

In addition, the 7.51% undated preference shares issued by
Airtours Channel Islands Limited (the "MIPS"), which were
previously treated as minority interest preference shares in the
balance sheet, have been classified as long term borrowings
following modifications to the arrangements which have been made
since the last financial year end.

Civil Aviation Authority (CAA)

The Group's UK business is licensed by the CAA, and as an ongoing
requirement of our licenses, we need to satisfy the CAA that the
Group can continue to meet its commitments.  We have discussed
our Strategic Review plans and the changes to our balance sheet
with the CAA and our licences remain in force.  We expect to
renew them in the usual course in September.

Outlook

The results for the half year reflect the difficult trading
conditions that MyTravel Group plc has faced throughout the
period, and the fact that we have maintained our market share and
the loyalty of our customers under these difficult circumstances
is an encouraging sign for the future.  The recent booking trend
is generally encouraging, however we cannot predict whether this
trend will continue or how the peak summer period will unfold,
particularly in light of the strengthened currencies in many of
our resort markets.  If current trends do continue, then we
expect the summer performance to be better than last year.
However we do not expect to fully recover the operating losses
suffered in the first half.

The operational planning for winter 2003/04 and summer 2004 is
now underway based on the findings of our Strategic Review.  That
Review has identified substantial improvements that can be made
to our operations.  The implementation of the plans would deliver
annual cost savings and efficiency improvements which we estimate
to be in excess of GBP150m in the financial year ending 2005.

FINANCIAL REVIEW

Group results

The results to 30 September 2002 incorporated changes in
accounting policy for revenue recognition in our retail
businesses and cost deferrals in our retail and tour operations.
The results to 31 March 2002 have been restated to reflect these
changes, in a manner consistent with the 2002 annual accounts.
This year, the interim results have been reviewed by the Group's
auditors, Deloitte & Touche, and their independent report is
appended to this announcement.

Turnover, including our share from Joint Ventures was
GBP1,631.2m, a decrease on the prior year period of GBP80.2m, or
5%.  GBP71.5m of the reduction is attributable to the UK and
largely reflects the reduced capacity on sale in our Charter and
Retail operations.

The seasonal operating loss before exceptional items and goodwill
was GBP282.7m (2002: restated loss of GBP150.2m).  The increased
losses year on year reflect the difficult trading conditions that
MyTravel Group plc has faced throughout the period.  The war in
Iraq affected all our operations, and the uncertainty surrounding
the Group has also affected performance, particularly in the UK.
In addition, we estimate that the results include GBP50.7m of
items that complicate the prior year comparison.  A table
summarising management's rationalisation of prior year to current
year operating losses is set out and discussed in the Operating
Review.

In November 2002, we agreed the extension of the Group's bank,
bonding and other credit facilities to December 2003 and this has
resulted in GBP9.0m of additional costs in the period to 31 March
2003.  GBP2.9m of the costs have been charged in the operating
loss and GBP6.1m in finance charges.  In addition, GBP11.0m of
advisory fees incurred in connection with that refinancing have
been charged to exceptional finance charges.

Exceptional operating items in the six months to 31 March 2003
amounted to GBP292.7m (2002: restated loss of GBP1.5m).  This
includes asset write-downs and impairments resulting from our
balance sheet review of GBP283.6m; advisory fees relating to the
first phase of the Group's restructuring exercise which commenced
in November 2002 of GBP5.2m; and settlement costs to former
Directors of GBP3.9m.

Other exceptional items in the period amounted to GBP0.2m (2002:
restated cost of GBP1.7m) and include profits and losses on the
disposal of businesses and fixed assets.

Goodwill amortisation in the period amounted to GBP15.5m (2002:
GBP16.4m).

Net interest payable was GBP27.2m (2002: interest payable of
GBP5.5m).  The increase year on year relates largely to the first
phase of the Group's refinancing exercise, which resulted in
GBP6.1m of additional finance charges and GBP11.0m of exceptional
advisory fees.  In addition, the impact of the classification of
the Group's MIPS as debt has resulted in interest payable of
GBP3.8m that would previously have been classified as non-equity
minority interest dividends in the profit and loss account.  Both
of these have been reflected in the U.K. segment.

Taxation

The tax credit for the six month period to 31 March 2003 is
GBP73.5m (2002: restated credit of GBP39.0m), which represents an
underlying tax rate of 25% on the pre-tax loss before exceptional
items and goodwill.  This underlying rate reflects the non-
recognition of tax credits relating to anticipated tax losses
that are unlikely to be recoverable in the foreseeable future.
The effective rate for the full year is anticipated to be in
excess of 30%.

Dividend

In accordance with the restrictions imposed upon us as a result
of the extension to our revolving credit facility in November
2002, the Board has concluded that no interim dividend will be
payable.  The terms of the new financing contain a similar
restriction which will make it unlikely that a dividend will be
paid for the duration of the facilities.

Balance sheet

Net liabilities at 31 March 2003 were GBP361.2m compared with net
assets of GBP304.3m as restated at 31 March 2002 and GBP386.7m as
at 30 September 2002.  Two of the major movements in the six
month period to 31 March 2003 were the classification of the MIPS
as long term borrowings (GBP208.3m), and the impact of our
balance sheet review (GBP283.6m).

Other significant movements in the Group balance sheet largely
reflect better cash management and the additional draw down of
bank facilities; offset by a reduction in the tax and dividend
liabilities.

Classification of MIPS

As mentioned in our trading update of 2 May 2003, the Board has
reviewed the treatment in the Group's consolidated balance sheet
of the 7.51% undated preference shares issued by Airtours Channel
Islands Limited.  This financing is provided by a group of banks
and required refinancing by November 2004.  The refinancing has
been dealt with as part of the overall GBP1.3 billion refinancing
discussed below and has consequently now been extended to May
2006.

As a result of modifications to the arrangements, which have been
made since the last financial year end, the MIPS have been
classified as creditors due after one year in the balance sheet
of 31 March 2003.  The impact on the balance sheet is to reduce
net assets by GBP208.3m.  The impact on the profit and loss
account in this statement has been to classify GBP3.8m of the
dividend payable in the period as interest payable.  All future
dividends payable (GBP15.8m annually) will be treated as an
interest expense in the Group's financial statements.

Balance sheet review

Our trading update of 2 May 2003 indicated that we were
undertaking a review of the carrying value of goodwill and
certain other assets in the consolidated Group balance sheet.
The Strategic Review and planned reductions in future capacity
have caused us to change our view of the carrying value of
certain of the Group's assets.  As a result of these changes, we
have made non-cash write downs and provisions amounting in
aggregate to GBP283.6m, as detailed in note 10. The largest
elements of this amount relate to provisions in respect of the
carrying value and future obligations for certain aircraft and
cruise ships and to reductions in the carrying value of goodwill
and investments.

Goodwill of GBP67.7m relating to our German operation, FTi, has
been provided against as a prudent measure, however, we continue
to support the business and seek to return it to profitability.
The carrying value of certain other investments and goodwill has
been reduced by GBP63.9m.

A provision of GBP105.1m has been made in respect of certain
cruise ships and aircraft to reflect changes to the market value
of these assets and their earning potential in the light of an
assessment of future capacity requirements identified in the
Strategic Review.

The remainder of the write downs and provisions of GBP46.9m
relates to the realisable value of a number of assets, including
certain non-core properties.

Cash flow and net debt

Net cash outflow from operating activities in the period amounted
to GBP235.3m, compared with a prior year outflow of GBP279.5m.
The improvement year on year largely reflects our careful
management of working capital, offset by the increased operating
losses suffered in the period.

Other significant cash outflows in the period included
expenditure on fixed assets of GBP33.3m (2002: GBP35.6m);
GBP14.1m on the capital element of finance leases (2002:
GBP11.3m); and GBP8.4m on the cash settlement on 3 October 2002
of the Convertible Bond buy back that was made on 30 September
2002.

Major cash inflows in the period included GBP219.6m net increase
in loan facilities utilised; GBP19.7m of net proceeds from the
sale of businesses, principally Leger and London Travel Service;
and GBP17.9m of proceeds from the disposal of fixed assets.

As a result of the above, cash and deposits at 31 March 2003
amounted to GBP222.8m, compared with GBP179.3m at the same time
last year and GBP292.7m at 30 September 2002.  Careful cash
management will continue to be a key focus for the Group in the
future.

Net debt at 31 March 2003 was GBP628.5m compared with GBP363.0m
at 31 March 2002 and GBP129.9m as at 30 September 2002.  The
increase year on year largely reflects the classification of the
MIPS as debt (GBP208.3m).

Refinancing

We have agreed the refinancing of GBP1.3 billion of facilities.
The facilities refinanced include:

--        GBP250m revolving credit facility;
--        GBP400m bonding facility;
--        US$100m (GBP63m) US private placement ("USPP");
--        GBP210m MIPS; and
--        certain guarantee, bilateral letter of credit and
leasing transactions.

The maturity date of the above facilities, to the extent that
they would mature or fall due to be redeemed prior to 31 May
2006, has been extended to at least 31 May 2006.  The US$100m U.S.
private placement  will also now mature on 31 May 2006.  The
financial covenants have also been amended to better reflect the
Group's revised business expectations.  Decisions of the banks
and other creditor institutions under these facilities will
require a 66 2/3% majority by commitment across all facilities.

An amendment fee of up to 1% will be paid in respect of each of
the facilities. This, together with the legal and advisory costs
of the refinancing is estimated to be GBP27.5m and will be
charged to the Group profit and loss account in the second half
of this year.  A success fee is payable on the maturity date, or
if earlier, the date such facilities are refinanced.  The fee is
based on a sliding scale tied to the increase, from a base of
GBP40m, in the Company's market capitalisation over the period
(rising from 2.5% to 15% by May 2006, but subject to a cap on the
total fee payable of GBP65m).  In addition the USPP holders are
entitled to a make-whole payment as a result of the repayment
prior to the original maturity date of that debt.  No new
securities or guarantees have been granted as part of the
refinancing arrangements.

The refinancing arrangements contain a requirement to extend the
maturity date of the Convertible Bonds to at least December 2006.
Discussions between the Company and the bond holders regarding
amendments to the terms of the bonds are continuing.  No
agreement has yet been reached.  However, the Board is confident
that a satisfactory solution will be achieved.

Segmental review of operating results

U.K.

Seasonal operating losses before exceptional items and goodwill
in the period were GBP242.9m (2002: restated losses of
GBP111.0m).  The war in Iraq and the uncertainties surrounding
the Group's financial position resulted in a poor trading
performance in this segment.  The underlying deterioration in
trading is estimated by management to be GBP87.1m.  Although
prices were reasonably robust in the U.K., they were insufficient
to absorb additional accommodation and flying costs in our
charter tour operators.  In addition, reduced volumes in our
retail chain and scheduled tour operators, together with
increased depreciation relating to capital expenditure in the
previous year, have adversely affected the results in this
segment.  The results also include a number of items that
complicate comparison to the prior period, which are shown in the
management rationalisation table in the Operating Review.  All
the items shown relate to the U.K. segment, except for GBP5.9m of
the non-recurring credits.

Other Europe - Northern Europe

The results of our Northern European segment were significantly
impacted by the war in Iraq.  However, this was partially
mitigated by reduced losses on late sales due to careful capacity
management year on year, and reduced losses in the airline due to
more efficient use of aircraft.  In addition, we reduced our
expenditure on marketing and benefited from lower overheads as a
result of actions taken last year.  Seasonal operating losses
before exceptional items and goodwill were GBP25.2m (2002:
restated losses of GBP21.4m).

Other Europe - Germany

Operating losses before exceptional items and goodwill were
GBP17.6m (2002: loss of GBP18.5m).  The conflict in Iraq,
together with the weak economic conditions in Germany, have
significantly affected people's willingness to travel.  Despite
this, however, we finished the winter season with improved load
factors year on year and average selling prices in line.  In
addition, we have seen further benefits from the cost reduction
exercise which was implemented last year and which included the
closure of the German airline in November 2001 and the relocation
of the head office.  The prior year figures also benefited from
GBP5.9m of non-recurring credits.

North America

Our North American operations were particularly badly hit last
year by the events of 11 September.  In the second half of last
year and the start of this, we saw the beginnings of a recovery
to more normal trading patterns.  The Iraq conflict and economic
uncertainty have, however, hampered further recovery. Consumers
have been unwilling to book holidays too far in advance of travel
which has led to downward pressure on selling prices and margins.
In particular, we have experienced a drop in demand for travel to
Europe, impacting trading in our Auto Europe and Alumni Holidays
businesses.  The drop in demand is a result of both the political
situation and the weakening of the dollar against the euro.
Despite these factors, however, we were able to increase
profitability in the North American segment year on year.  The
operating profit in the period before exceptional items and
goodwill was GBP2.9m (2002: restated profit of GBP0.2m).

Joint Ventures and Associates

Our Joint Ventures and Associates contributed GBP0.1m to the
operating results before exceptional items and goodwill (2002:
GBP0.5m).  The reduction year on year is attributable to Aqua
Sol, which operates hotels in the Eastern Mediterranean and has
been particularly badly affected by the war in Iraq and continued
terrorism threats.

TRADING OUTLOOK

Group

Bookings for the Group for summer 2003 are currently 5% below the
prior year but on capacity reduced by 12%.  Consequently, as a
Group, we have fewer holidays left to sell than at the same time
last year.  In the U.K., bookings are currently in line with the
prior year with capacity cut by 12%.  The uncertainty surrounding
events in Iraq and the ongoing fears of terrorist attacks
significantly impacted our bookings during the traditional UK
peak booking period post-Christmas.  This disappointing booking
trend continued through to March and the outbreak of war.

Recent booking trends are generally encouraging, however it
remains too early to determine whether those trends will continue
through the remainder of the year and how trading in the summer
lates market will unfold, particularly as currency movements have
increased the total cost of a holiday for customers travelling to
resorts where the euro is the local currency.  However, our
capacity reductions provide a buffer to any continuing softness
in trading.  If current trends do continue, then we expect the
summer performance to be better than last year.

U.K.

Bookings in the U.K. are currently in line with the prior year
despite a significant reduction in capacity.  Whilst the industry
suffered a poor post-Christmas booking period, the success of our
early booking campaigns in July and August of last year, together
with careful capacity management, have ensured that we entered
the summer season with 420,000 fewer holidays to sell than at the
same time last year.

Bookings for winter 2003/04 are currently 22% ahead of the prior
year despite a reduction in capacity of 14%.  It is still very
early in the booking cycle and the increase year on year in part
reflects the earlier launch of brochures for winter 2003/04.
Nonetheless, the trend is encouraging.

Northern Europe

Bookings in Northern Europe are currently 18% down on the prior
year and capacity has been reduced by 14% to reflect the
difficult trading conditions. Recent booking trends are
encouraging, however the strength of the euro is deterring some
customers from booking.  Consequently, it is still too early to
determine how the summer trading will unfold.

Germany

Capacity in Germany was reduced significantly last year as we
sought to realign the business.  At the time of our AGM
announcement in early March, bookings were 2% ahead of the prior
year.  Since the outbreak of the war, however, booking patterns
have deteriorated significantly and current bookings are 22%
behind the prior year levels.  In order to mitigate the impact we
have reduced capacity by 12% year on year.

North America

Bookings in our North American charter operations are currently
11% behind the prior year.  The SARS outbreak has significantly
impacted recent bookings in our Canadian operations.  It is too
early to determine what the longer-term impact of this will be,
although we have recently cut capacity to mitigate it.

Bookings in our US cruise business are currently 4% ahead of the
prior year.  At the time of our AGM, bookings in Auto Europe were
some 38% ahead, reflecting the significant growth in its U.K.
business.  However, the Iraq conflict, continuing concern over
terrorist threats, and the weak dollar against the euro, have
meant that demand for travel from the US to Europe has fallen.
Consequently, bookings in Auto Europe are currently 16% ahead of
the prior year.

To see financials:
http://bankrupt.com/misc/MYTRAVEL_GROUP_PLC.htm


SHORE CAPITAL: Plans to Reorganize Due to Difficult Trading
-----------------------------------------------------------
(1) Introduction

The Board today [Thursday] announces that a Circular will be
dispatched to Shareholders shortly setting out details of its
proposal to seek authority from Shareholders for ECMco, a new
Group subsidiary, to issue shares to employees for cash.

An Extraordinary General Meeting will be convened to seek
approval from Shareholders for the Proposal.

(2) Background to and reasons for the Proposal

During the late 1990s and the beginning of 2000, the
stockbroking, market-making and corporate finance activities of
the Group, collectively known as the equity capital markets
business, were highly profitable.  After the inception of the
bear market, however, trading conditions became progressively
more difficult.

These challenging trading conditions continued during the early
part of 2003, a period affected by adverse sentiment in advance
of the war in the Gulf.  The Board has pursued a strategy of
using the shakeout in the wider investment banking industry as an
opportunity to add good people and broaden the range of equity
capital market services offered.

As part of this process, in November 2002, your Company announced
the appointment of Simon Fine as a Managing Director, Equity
Capital Markets, and as head of all securities trading and sales
within this division.  Simon is the former managing director and
co-head of pan European equity cash trading at Lehman Brothers,
and prior to that had spent the previous 14 years at Dresdner
Kleinwort Benson, most recently as head of its pan European
equity cash trading.

The Board had agreed at the time of Simon Fine's appointment that
consideration would be given to new structures which might
facilitate the growth of the Company's equity capital markets
business and thereby enhance shareholder value in the Company.

One such route would be to create a new corporate entity
incorporating the Company's current equity capital markets
business, which would enable senior management and key personnel
of that business (both existing and future) to participate in the
equity of the division and hence be appropriately incentivized.

One of the benefits of this strategy for Shareholders is that
subscribers for shares in the new corporate entity would be
buying shares directly in the business in which they are
involved.  As a result, the new corporate entity would be in a
position to attract talented employees by issuing shares in
itself, rather than by requiring the Company to issue shares in,
or options over, its own share capital.  Further, because the
required net assets of the new entity would be substantially less
than those of the Group, employee subscribers would be able to
obtain an interest of material size to them with a level of
funding within their means.

In this context, the Group has reached agreement with certain
former employees of ING Barings to join Shore Capital
Stockbrokers and Shore Capital and Corporate.  This will assist
the equity capital markets business to achieve the scale which
current market conditions require, but will entail additional
overheads, and therefore additional risk.

(3) Principal terms

ECMco has been established as an intermediate holding company,
into which, pursuant to the Reorganisation, each of Shore Capital
Stockbrokers, the Company's market-making, institutional
stockbroking and private client stockbroking service, and Shore
Capital and Corporate, the Company's corporate finance advisory
arm, will be transferred, (the 'Transfer').  The Transfer will be
subject to Inland Revenue tax clearance being obtained by ECMco.
Immediately prior to the Transfer, the investment management
business of Shore Capital Stockbrokers (comprising private client
asset management and specialist fund management) will be
transferred by way of an in-specie distribution to the Company.
As a result, in economic terms the turnover, profit and loss and
balance sheet of the investment management activities will be
separate from ECMco.

The transfer of the Company's shares in each of SCS and SCC to
ECMco will be at net asset value as at the date of transfer and
will be by way of a share for share exchange.  The Reorganisation
will result in ECMco becoming a wholly-owned subsidiary of the
Company, and each of SCS and SCC becoming wholly-owned
subsidiaries of ECMco.

Following this it is anticipated that:

-- new and existing senior employees of SCS and SCC will
subscribe for shares in ECMco at the same net asset value,
representing, in aggregate, approximately 16.9% of ECMco's issued
share capital at that time.  Further shares may be issued on
similar terms to employees (some of which will be subject to
performance criteria), but the aggregate amount to be issued to
employees is not expected to exceed 24.99% of the enlarged share
capital; and

-- the Company will also provide additional funding to ECMco by
way of a subordinated loan of up to £2.75m, bearing an interest
rate of 2% above sterling LIBOR and repayable within five years.

Each of the above subscriptions would be subject to the passing
of the Resolution and the overall distribution of shares is
subject to consent from the FSA.  Further, the terms of all
subscriptions between ECMco and the Subscribers will provide,
inter alia, that in the event any of the Subscribers cease, for
any reason, to be employees of ECMco at any time in the period of
three years from the commencement of their employment with SCS
and/or SCC (as appropriate), or from the date of adoption by
ECMco of its new articles of association (anticipated to be on or
about the date of the EGM), whichever is the earlier, then such
person may be required to transfer their shares to a third party
or to ECMco at the prevailing net asset value of the shares at
that time.

The implementation of the Reorganisation and the Proposal will
involve the intra-group transfer of, and equity participation in,
Group assets at net asset value.  The Board considers that this
is a fair price, for the following reasons:

-- The Group's shares have traded at a discount to net asset
value over the last ten months, reflecting the poor rating
attributed to equity capital markets businesses by the stock
market.

-- The subscribers will themselves be adding goodwill to the
respective businesses by virtue of their reputation and contacts
within the City.

-- Although profitable for many years, as discussed above your
Company's equity capital markets business has, in common with
most of its peers, found trading conditions difficult in the bear
market conditions of the last three years.

-- In order to continue to be competitive in this changed market,
it is important for the Company to scale up its business. To
increase its size without incurring initial losses, it is
necessary to add good people who can rapidly bring in business.

-- The terms on which shares in ECMco will be subscribed for by
employees (either new or existing) will provide that in the event
of their ceasing to be employed by the relevant company within
the new equity capital markets group within the first three years
of their employment, their shares will be subject to mandatory
transfer to ECMco or a third party at net asset value.

The subscriptions proposed will be such that control of ECMco
will remain with the Company.

(4) Recommendation

The Board considers that the Proposal is in the best interests of
the Company and its Shareholders as a whole.  Accordingly, the
Board recommends that Shareholders vote in favour of the
Resolution as they intend to do in respect of their own
shareholdings of 140,565,742 Shares, representing approximately
45.48 per cent. of the current issued share capital of the
Company.

CONTACT:  SHORE CAPITAL
          Howard Shore
          Phone: 020 7468 7911


SOMERFIELD PLC: Issues Response to Amended Proposal of 120 p
------------------------------------------------------------
On 23 April 2003 the Board of Somerfield announced that it had
considered a conditional proposal relating to a possible offer
for the company from Messrs. Lovering and Mackenzie. The value
indicated in the proposal was 103 pence per share and it was
conditional on a number of matters. The Board, having met its
advisers, concluded unanimously that the proposal substantially
undervalued Somerfield.

On 3 June 2003 Somerfield received an amended proposal from
Messrs. Lovering and Mackenzie with an indicative price of 120
pence per share, again subject to various conditions including:
due diligence; unanimous approval of the Somerfield Board;
financing; exclusivity and OFT clearance for J Sainsbury plc to
acquire a large number of pre-selected Somerfield stores.

The Board, together with its advisers, has reviewed the amended
proposal and unanimously concluded that it undervalues the
company substantially. Moreover, the Board believes that the
proposal presents considerable risks to the business. In reaching
this conclusion, the Board has considered the potential to create
substantial shareholder value through the implementation of the
strategic plan referred to in the trading update on 9 May 2003.
The Board has also taken into account the strong asset backing
per share, the strong balance sheet and the considerable
underlying value of the Group's property portfolio.

The Company will announce its results for the year ending 26
April 2003 on 2 July 2003 when further details on the strategic
plan and the property portfolio will be provided.

John von Spreckelsen, Executive Chairman, commented: 'This latest
approach substantially undervalues our business. We have strong
brands in Somerfield and Kwik Save, a solid strategy for
delivering shareholder value and excellent prospects. The
strategy is underpinned by a very strong balance sheet and a
valuable property portfolio.'

                     *****

The Directors of Somerfield accept responsibility for the
information contained in this announcement. To the best of the
knowledge and belief of the Directors (who have taken all
reasonable care to ensure that such is the case), the information
contained in this announcement is in accordance with the facts
and does not contain anything likely to affect the import of such
information.

Dresdner Kleinwort Wasserstein and Deutsche Bank are acting for
Somerfield and for no-one else in connection with the potential
offer for Somerfield and will not be responsible to anyone other
than Somerfield for providing the protections afforded to clients
of Dresdner Kleinwort Wasserstein or Deutsche Bank or for
providing advice in relation to such potential offer.

CONTACT:  CUBITT CONSULTING
          Fergus Wylie
          Phone: 020 7367 5100

                            **************

    S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter -- Europe is a daily newsletter co-
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USA, and Beard Group, Inc., Washington, DC USA. Kimberly
MacAdam, Larri-Nil Veloso, Ma. Cristina Canson, and Laedevee
Gonzales, Editors.

Copyright 2003.  All rights reserved.  ISSN 1529-2754.

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